Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 1 of 8

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13 UNITED STATES DISTRICT COURT
14 WESTERN DISTRICT OF WASHINGTON
15 AT SEATTLE
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18 DEX MEDIA WEST, INC.; No. ______
19 SUPERMEDIA LLC; and YELLOW
20 PAGES INTEGRATED MEDIA COMPLAINT
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ASSOCIATION d/b/a YELLOW PAGES
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23 ASSOCIATION,
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25 Plaintiffs,
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27 v.
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29 CITY OF SEATTLE and RAY
30 HOFFMAN, in his official capacity as
31 Director of Seattle Public Utilities,
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Defendants.
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36 The First Amendment to the United States Constitution prohibits government from licensing
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38 or exercising advance approval of the press, from directing publishers what to publish and to whom
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40 to communicate, from assessing taxes or fees for the privilege of publishing, from enforcing the
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42 desire of citizens to avoid communications, from prying into citizens' preferences regarding
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44 communications they seek to avoid, and from deciding the value of a publication's content.
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46 Plaintiffs bring this action because City of Seattle Ordinance 123427 violates these and other
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48 constitutional guarantees.
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COMPLAINT – 1 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 2 of 8

1 PARTIES
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3 1. Plaintiff Dex Media West, Inc. is a Delaware corporation having its principal place
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5 of business in North Carolina.
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7 2. Plaintiff SuperMedia LLC is a Delaware limited liability company having its
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9 principal place of business in Texas.
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11 3. Plaintiffs Dex and SuperMedia are publishers in interstate commerce of information
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13 in book form and on the internet, as described in more detail below.
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15 4. Plaintiff Yellow Pages Integrated Media Association d/b/a Yellow Pages Association
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17 ("YPA") is a Delaware corporation having its principal place of business in New Jersey. YPA is a
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19 trade association of print and digital publishers, including the other plaintiffs, and businesses that
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21 sell to and support the print and digital local search industry. YPA brings this action on behalf of its
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23 publisher members, and thus is considered a "publisher" below.
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25 5. Defendant City of Seattle is a municipal corporation located in the Western District
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27 of Washington.
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29 6. Defendant Ray Hoffman is Director of Seattle Public Utilities and is responsible for
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31 enforcing Ordinance 123427.
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33 JURISDICTION AND VENUE
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35 7. This action arises under the First and Fourteenth Amendments to and the Commerce
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37 Clause of the United States Constitution; 42 U.S.C. § 1983; and Article 1, Sections 5 and 12, and
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39 Article 11, Section 11, of the Washington Constitution.
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41 8. The Court has jurisdiction over this action under 28 U.S.C. §§ 1331, 1343(3), 1367,
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43 2201, and 2202.
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45 9. Venue is proper in the Western District of Washington and in this division.
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47 FACTUAL BACKGROUND
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49 10. Among plaintiffs' publications are "yellow pages" directories that communicate
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51 information about local businesses, government agencies, nonprofit groups, and community
COMPLAINT – 2 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 3 of 8

1 activities. Typical users of yellow pages include those wishing to contact a particular government
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3 agency or business, those ready to make a purchase but uncertain as to which supplier to choose or
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5 the address or phone number of a particular seller, and those seeking community information
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7 regarding such topics as area attractions, emergency contacts, drivers' licenses, utility services,
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9 recycling, voter registration, area maps, and public schools. Many affinity groups also publish and
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11 distribute yellow pages directories addressing the informational interests of their target audiences.
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13 11. The State of Washington recognizes the value of telephone directories by requiring
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15 local telephone companies to arrange publication of directories in each local exchange "listing the
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17 name, address . . . and primary telephone number for each customer," residential or business, "who
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19 can be called in that local exchange," and to distribute directories to each customer. WAC 480-120-
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21 251(1)-(3). The State also requires local telephone company directories to contain consumer
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23 information, including the rights and responsibilities of telephone customers, credit and deposit
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25 information, delinquency and disconnection procedures, the Washington Telephone Assistance
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27 Program, the federal Enhanced Tribal Lifeline Program, and the right of consumers to have disputes
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29 heard by the Washington Utilities and Transportation Commission. WAC 480-120-251(6). State
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31 law recognizes that local telephone companies frequently arrange to have that responsibility
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33 fulfilled on their behalf by companies such as Dex and SuperMedia. WAC 480-120-251(1), (4),
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35 (5), (6). Pursuant to authority under state law, the Washington Utilities and Transportation
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37 Commission requires the local telephone company serving Seattle to provide not only listings by
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39 name but also classified listings of business subscribers. Dex's white and yellow pages provide all
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41 this required information for residential and business subscribers in the Seattle area. SuperMedia
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43 also publishes this information for the Seattle area and publishes, on behalf of another local
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45 telephone company, the required information for other parts of King County.
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47 12. Yellow pages directories are distributed at no cost to consumers. Like "free"
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49 television, radio, and some newspapers, yellow pages publications are supported by advertising but
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51 do more than propose commercial transactions.
COMPLAINT – 3 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 4 of 8

1 13. Plaintiffs and other yellow pages publishers compete with each other to make their
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3 directories more informative and thus more likely to be used. Publishers compete, to the benefit of
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5 consumers, in areas such as editorial content, presentation of content, provision of useful
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7 community information, comprehensiveness of listings and other information about businesses, and
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9 business quality guarantees. The directories generally include classified listings and advertising in a
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11 format that allows consumers to find and choose among alternatives in a given category, such as
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13 "attorneys" or "physicians."
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15 14. Plaintiffs and other yellow pages publishers usually revise and republish their
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17 directories annually. State law requires that directories published on behalf of local telephone
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19 companies be revised at least every fifteen months, and expressly allows more frequent revision.
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21 WAC 480-120-251(4). Like other time-limited publications, from daily newspapers to direct mail
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23 circulars to seasonal catalogs, most outdated or unwanted volumes are ultimately recycled or
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25 discarded.
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27 15. The volume of yellow pages directories recycled in Seattle is a "drop in the bucket"
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29 compared with other publications such as newspaper advertising inserts, catalogs, flyers, and
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31 unsolicited mail, and an even tinier percentage of the total amount of paper and paperboard recycled
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33 in the City.
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35 16. Plaintiffs and other yellow pages publishers have an economic incentive to avoid
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37 distributing their hard-copy directories to those who do not want them. Each directory costs money
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39 to print and distribute. Publishers generally market and sell yellow pages advertising based on how
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41 effectively their hard-copy and online directories generate business from consumers who use their
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43 directories, rather than simply the number of hard-copy directories distributed within a market.
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45 Publishers that fail to honor consumer requests to cease deliveries of hard-copy directories risk
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47 alienating both the consumers who use their directories and, ultimately, the businesses that advertise
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49 in those directories. Plaintiffs and other yellow pages publishers thus offer websites and toll-free
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51 numbers through which consumers can select from among possible directories or opt out of
COMPLAINT – 4 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 5 of 8

1 deliveries completely, and YPA operates an industry website, www.yellowpagesoptout.com, to

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3 allow consumers to find the appropriate publisher's website or toll-free number for taking such
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5 action.
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7 17. Yellow pages directories generally include business and other information based on
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9 economic and practical rather than political boundaries. Dex and SuperMedia publish directories
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11 for Seattle and for nearby areas. They publish many listings from outside the City of Seattle in their
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13 Seattle directories, including some from outside the State, and they distribute Seattle directories to
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15 many recipients outside of the City limits. For example, less than 40% of Dex's 2010 Seattle Metro
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17 Yellow Pages were delivered within Seattle City limits; the remainder were delivered throughout
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19 the Puget Sound area and elsewhere in the United States. Of the four SuperMedia directories that
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21 focus on Seattle and nearby areas, less than half of the total distribution is in Seattle. Dex and
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23 SuperMedia also have directories that focus on other areas in Washington and the United States but
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25 that include listings from within Seattle city limits and that are distributed in Seattle.
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27 18. Many publishers use information from their yellow pages directories to publish more
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29 specialized directories. They also offer internet-based directories, but many residents do not have
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31 ready access to the internet or simply prefer a hard-copy directory. State law requires publication
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33 and distribution of hard-copy directories.
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35 19. On October 11, 2010, the City of Seattle enacted Ordinance 123427. The Ordinance
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37 was signed by the Mayor on October 14, 2010. Most of the provisions of the Ordinance become
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39 effective January 1, 2011. The Ordinance defines a yellow pages phone book as any "publication
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41 that consists primarily of a listing of business names and telephone numbers and contains display
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43 advertising for at least some of those businesses." The Ordinance requires publishers to obtain
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45 annual licenses by April 1, 2011, and to pay assessments based on the number of copies and weight
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47 of their publications distributed in Seattle. The Ordinance also requires publication of information
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49 designated by the Director of Seattle Public Utilities on the cover of each yellow pages directory
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51 and on each publisher's website. Under the Ordinance, publishers must turn over to the City the
COMPLAINT – 5 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 6 of 8

1 names and contact information of those who have privately told the publishers that they do not wish
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3 to receive their publications. The Ordinance also requires creation of a City-controlled website,
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5 funded by and targeted at plaintiffs and other yellow pages publishers, through which residents can
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7 invoke the City's official power in halting the receipt of yellow pages directories but no other
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9 publications.
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11 20. The Ordinance singles out yellow pages, as no other publications are subject to the
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13 Ordinance's requirements, or similar requirements, regardless of the other publications' relative
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15 contribution to recycling volumes or City expense; their percentage of advertising; or the frequency
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17 or length of time that Seattle residents retain them. The Ordinance does not distinguish between
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19 advertising and other information in the directories. Further, the Ordinance exempts certain favored
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21 yellow pages publishers, as well as companies and individuals that distribute but do not publish
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23 yellow pages. Instead, the Ordinance targets publishers who are not local and are less politically
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25 powerful. Its impact on publishers and freedom of the press is direct, not incidental; intentional;
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29 21. Dex will be the first plaintiff to face publishing its directory after the Ordinance
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31 becomes fully effective. The next edition of Dex's Seattle yellow pages is scheduled to be printed
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33 in May 2011 and distributed in June 2011. Absent judicial relief, to proceed with publication, Dex,
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35 and others publishing yellow pages on or after April 1, 2011, and not exempt from the Ordinance,
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37 must obtain a license from the City by then, pay the publishing fees assessed by the City, publish
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39 City-mandated information in their directories, disclose the preferences of certain members of their
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41 target audience, and face a government-enforced ban on communicating with those and other
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43 potential recipients.
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45 22. Plaintiffs will suffer irreparable constitutional and economic injury if the operation
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47 of the Ordinance is not enjoined by early 2011.
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COMPLAINT – 6 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 7 of 8

1 FIRST CLAIM
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3 23. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-22
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5 above.
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7 24. The Ordinance denies plaintiffs rights guaranteed by the First and Fourteenth
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9 Amendments to the United States Constitution.
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11 SECOND CLAIM
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13 25. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-22
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15 above.
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17 26. The Ordinance violates the Commerce Clause of the United States Constitution.
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19 THIRD CLAIM
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21 27. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-26
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23 above.
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25 28. The Ordinance deprives plaintiffs of rights, privileges, and immunities secured by
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27 the Constitution and laws of the United States. The Ordinance thus constitutes a deprivation of
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29 rights actionable under 42 U.S.C. § 1983.
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31 FOURTH CLAIM
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33 29. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-22
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35 above.
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37 30. The Ordinance denies plaintiffs rights guaranteed by Article 1, Section 5, of the
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39 Washington Constitution.
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41 FIFTH CLAIM
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43 31. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-22
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45 above.
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47 32. The Ordinance conflicts with WAC 480-120-251 and violates Article 11, Section 11,
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49 of the Washington Constitution because it conflicts with that and other general laws.
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COMPLAINT – 7 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000
 Case 2:10-cv-01857 Document 1 Filed 11/15/10 Page 8 of 8

1 SIXTH CLAIM
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3 33. Plaintiffs reallege and incorporate by reference the allegations in paragraphs 1-22
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5 above.
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7 34. The Ordinance denies plaintiffs rights guaranteed by Article 1, Section 12, of the
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9 Washington Constitution.
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11 RELIEF
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13 Plaintiffs request that the Court enter judgment in their favor and against defendants:
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15 A. Declaring that the Ordinance violates plaintiffs' rights and is void;
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17 B. Preliminarily and permanently enjoining enforcement of the Ordinance;
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19 C. Awarding plaintiffs their costs and attorneys' fees; and
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21 D. Granting such other relief as the Court deems just.
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25 DATED: November 15, 2010 s/ David J. Burman, WSBA No. 10611
26 DBurman@perkinscoie.com
27 Kathleen M. O'Sullivan, WSBA No. 27850
28 KOSullivan@perkinscoie.com
29 Perkins Coie LLP
30 1201 Third Avenue, Suite 4800
31 Seattle, WA 98101-3099
32 Telephone: 206.359.8000
33 Facsimile: 206.359.9000
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35 Attorneys for Plaintiffs
36 Dex Media West, Inc., SuperMedia LLC, and
37 Yellow Pages Integrated Media Association
38 d/b/a Yellow Pages Association
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COMPLAINT – 8 Perkins Coie LLP
1201 Third Avenue, Suite 4800
Seattle, WA 98101-3099
Phone: 206.359.8000
42414-0030/LEGAL19513274.6
Fax: 206.359.9000